Registrant’s telephone number, including area code: (i248) i754-9200
(Former name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
io
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
io
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
io
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
io
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
iCommon
Stock, par value $0.01 per share
iBWA
iNew York Stock Exchange
i1.80%
Senior Notes due 2022
iBWA22
iNew York Stock Exchange
Indicate by check mark whether the
registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company io
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 5.07Submission of Matters to a Vote of Security Holders.
The Annual Meeting of the Stockholders of BorgWarner Inc. (the “Company” or “BorgWarner”) was held on Wednesday, April 28, 2021. Matters submitted
to stockholders at the meeting and the voting results thereof were as follows:
(a) Election of Nelda J. Connors, Dennis C. Cuneo, David S. Haffner, Michael S. Hanley, Frédéric B. Lissalde, Paul A. Mascarenas, Shaun E. McAlmont, Deborah D. McWhinney, and Alexis P. Michas to the Board of Directors:
For
Against
Abstention
Broker Non-Votes
Connors
201,536,129
2,353,230
314,430
9,211,110
Cuneo
191,883,901
11,999,611
320,277
9,211,110
Haffner
202,234,390
1,500,638
468,761
9,211,110
Hanley
202,647,824
1,235,015
320,950
9,211,110
Lissalde
203,364,882
502,822
336,085
9,211,110
Mascarenas
195,620,700
8,261,908
321,181
9,211,110
McAlmont
202,736,325
1,142,387
325,077
9,211,110
McWhinney
202,846,187
1,042,952
314,650
9,211,110
Michas
196,218,259
7,671,618
313,912
9,211,110
(b)
Approval, on an advisory basis, of the compensation of our named executive officers:
For
Against
Abstain
Broker Non-Votes
192,736,772
11,084,064
382,953
9,211,110
(c)
Ratification of the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for 2021:
For
Against
Abstain
206,200,649
6,926,283
287,967
(d) Stockholder proposal
to enable 10% of shares to request a record date to initiate stockholder action by written consent:
The cover page from this Current Report on Form 8-K, formatted as Inline XBRL
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.